Slickboy444: Well a little action this isn't going to be a straight up battle of Lords v League but you'll get some nice action.

Big B: It's used by the minions of Darksied of Apokolypse that's what I meant.

Anthony1: I've wondered what happened to them myself and to me this makes sense on what happened, since I doubted the League would want them in their reality.

Uncanny R-Man: Damn I thought it was off, I'll fix that thanks. You've misread the last chapter Bruce isn't in jail that was Superman she was with.

Worker72: Oh trust me I thought of that stuff that will be very interesting and fun to write about.

SpartanCommander: With villains double crosses are to be expected. I'm not having a team-up with Spider-Man and Doc Ock and none of those simulations. This is Ultimate Marvel remember, Carnage was a mindless killing machine, Hulk was just killed off recently in Ultimate.

Laser Crusader: Yeah I had hoped it would be Spider-X too oh well the sequel is going great. Hellfire is close to the end now, when it will exactly we have no idea sometimes we've had to add chapters. No Peter won't talk to Hamilton why would he? They don't know he's with Cadmus yet after they learn about that then yes but not in this fic.

WelshSpiderMike: Ah thanks for explaining why you haven't been around, I would have just e-mailed you but you don't have one on your bio. Well at least the winter break is coming up.

Sean Malloy-1: They'll learn more about him and no I didn't pick that one up.

Duke Devlin: Yeah I can see why you have trouble being sympathetic and prison is rough. As for their reactions to Kara/Peter and Doc Ock you'll see that in this chapter actually.

Jonsphantom: I just figured Luthor would want to permanently strip them of their powers just in case, he seems like the kind of guy that would want insurance. Do you mean a fic about what happened to them after that episode? Then that's fine by me.

Doza: Stale? What the hell do you want? You're the only person to think that and for some reason you got the strangest tastes since you complain about things no one else does. Yeah but you forget, Green Goblin is dead and Doc Ock is still alive plus it's actually split between those two by the fans on who is the best Spidery villain.

And thanks to everyone else as well I would respond to more but I have to limit myself to responses.

AN: I'm not too sure about this first part, if it sucks then sorry I just couldn't get my muse to turn that first scene as good as I wanted it to go.

JUSTICE LEAGUE: THE SPIDER

CHAPTER 31: RETURN OF THE JUSTICE LORDS

The Justice Lords were now in Doctor Octopus' base of operations in Metropolis. He had planned ahead and had replicas of their uniforms ready for them as they changed behind privacy screens. Wonder Woman looked at the wrist bands she wore and frowned, they weren't the same enchanted silver ones she had worn those had been sent back to her homeland along with the rest of her stuff. So she had to make due with these titanium versions true they would stop bullets but they weren't as indestructible as her old ones.

Hawkgirl was also using a makeshift mace. It was also a replica of her real one which who knows where it was now. John however had no power ring to use lucky for him all that ray had done was drain his ring's power but without it he was still powerless. J'onn easily shape shifted into his uniform after they all had been hit with a reserves effect of the ray. Mainly all Doc Ock did was hit them with a reserve polarity energy of the weapon Luthor had used against them in this world.

Superman was the last to come out in his white and black uniform feeling much better now to not only be back in it but also to have his powers again. There was also a lot to take care of for the moment and he walked up to Doctor Octavius, he didn't trust this man fully, sure he broke them out of prison but it was obvious to them all that he was the kind of man they had lobotomized and left where all the others were back on their world but then again they also needed him. "Alright Octavius it's time for some better answers."

"Of course," Octavius smiled at him, "Anything in particular?"

Superman quickly gripped him by the throat, "Now give me a reason why we should work with you? You do know what we did to people like you in our own world right?" The others didn't stop him seeing as it was true that they owed this man their freedom but they also knew there had to be something else to this, when J'onn got his telepathy back they had been taking about this amongst each other while they were getting ready.

Doc Ock smiled he figured something like this would happen he had been very careful to make sure of a few things, "Well yes I do know I read up on you all, I'll admit I'm no hero never tried nor did I claim to be. I was just a man out for revenge plane and simple when things just got out of hand."

He had to control his arms, they wanted to rip Superman apart for touching him like this but he managed to hold them off. His friends were always so impatient but they were more loyal to him then anyone else, "Now you said 'people like me' so I assume you mean criminals. Well that wasn't a health spa you were in."

"We never did anything wrong," Superman said harshly shaking him a bit. "We were only doing what was right."

"Well let's let the history books decided that shall we?" He kept himself calm and collected and this was putting Superman off a bit. Usually when he had someone in his grasp like this they were cowering so he knew that this man had some kind of plan up his sleeve.

"So what if we are viewed in the same light as yourself," John stepped forward his arms crossed, "Doesn't mean we like working with the likes of you although you did break us out of that prison and gave…most of us back our powers…"

"Again, true. But I think you all need to face facts…You are not heroes anymore, not in this world or your own," He let that sink in as he figured by now they all knew that to some degree. He saw the shifts in body language and he knew this was mainly some type of test for him, to see what he was truly made of.

"So we owe you one," Superman said sternly letting him go, "But I get the feeling you have something up your sleeve. You wanted to make sure you'd be protected somehow to make sure we would follow this plan of yours whatever it is. So what is it?"

"Ah you are a bright one," Doc Ock smiled at him, "You see…I didn't give you a full dose of the energy beam."

"What!" Diana said angrily at him and by the looks of it she was ready to tare him apart.

"You think I would leave myself vulnerable to the likes of you?" Octavius smiled at them with a superior smirk on his face. "The energy in you will only last eight hours at the most then you go back to being normal again."

"So why don't we just take that ray gun from you?" Hawkgirl was readying her mace just in case.

"You could kill me and take it but I put in safeguards, any tampering and it explodes only I have the information in my mind as how it works and my mind is protected just ask your green friend there."

J'onn nodded to the others he had been silently trying to enter the man's mind but his mind was altered and it was difficult to get through add the fact that those tentacles had minds of their own that were linked made it even more difficult to him.

"Now then here's how things will work, I have someone I want eliminated but he's with a group of heroes now and if I need to take them down to get to him and to make sure that my plans aren't stopped then so be it." Doctor Octopus smoothed out his clothing, "Now then first things first is that with you're help we can slowly start to replace the other members of the League and destroy them from within. After that I give you the ray with a full charge you use it on yourselves and I have a world without any heroes and you can go home in full force to take back what's yours as well as get your revenge on the League here."

"Because let's face it, without your abilities you can't go back home and how long do you think you'll last in this world without them?"

Superman crossed his arms, he didn't like this one bit but the truth was everyone of those points were valid. "How do we know you'll keep your word?"

"You don't, but then with the League gone I have no reason to keep you here."

The other looked at each other they all hated this mainly just out of principle but they needed their powers back and until they could find out a way to do it themselves they had no real choice. "Alright fine, but who is this person you want to take out so badly?"

Doc Ock's face grew a bit sterner as an arm took a folder from a desk nearby and then several photos of a man in blue and red costume were on it. "He's called Spider-Man but his real name is Peter Parker about eighteen."

"A teenager?" Hawkgirl nearly laughed at the idea this man was beaten by one.

He looked at her coldly, "Do not take him lightly his powers and his keen intellect make him a dangerous foe and has gone against others when the odds were nearly always stacked against him. He's no rookie at this either and had faced many dangerous foes so don't underestimate him because of his age."

"Now he's been seen with to young women and lives with one of them." He pulled pictures of both Kara and Donna.

Superman's jaw dropped at the image of the two of them on what looked like a date, "He's dating her?"

"And living with her, you know her?"

"She's my…Alternate's cousin," he said in a cold voice. He remembered how Kara had stood against them back home he couldn't kill or do to her what he did to other criminals when she tried to fight against them. The Lords had defeated her and she had been put into a prison sell that had a light that reproduced the effects of a red sun. Although when they had been put into jail it was a safe bet she was finally released.

"Wait this is Donna my sister!" Diana was shocked at the image there, as far as she knew her sister had never left her island. She looked up at Doctor Octopus, "What the hell happened while we were gone."

"Now that is quite a story," He grinned at her as he started to fill them in on what he had learn that had happened in this world since they've been gone.

-Watchtower-

Green Lantern and Flash were walking the halls after a mission so at the moment both had some free time. "Oh come on man you're not still pissed about the pranks are you?"

"Flash I know that you two were just blowing off a little steam and sure some of it was funny and I still have no idea how you were able to get those showers in the locker room to spray that dye that only showed up after a few minutes," Although he guessed that it was mainly from Peter's chemical expertise how they pulled that off. Thankfully it only lasted a hour and the ones that got dyed took it in good humor. "But was is really necessary to pull all of those off in the same day?"

"Yeah well we just wanted to do one each but then we tried to out do the other and well…it just kind of snowballed after that," Wally shrugged although he was sure that a few of the other heroes actually got caught up into because the shaving cream bomb in the gym neither Peter or Flash had done.

"Yeah well try to tone it down if you try it again," John sighed to himself, "A few of the work crews complained and I can't tell you how hard it is to hire these people."

"Okay, okay you made your point buddy," Flash smiled and held up his hands, "But where is he? I heard he was up here and I thought he was still on medical leave for another few days?"

"He I know he's keeping on eye on Long Shadow and checking his test results ever few days but Long Shadow already has his check up earlier today so he shouldn't still be here,"

Wally thought that over, "You don't think he's developing a 'Batman' complex do you? You know hanging out here on his off time to work?"

"Guess there's only one thing to do," He touched his communicator, "J'onn do you know where Spider-Man is?"

"He's in computer science lab 1," Came the Martian's voice.

"Thanks," He turned to the red glad speeder, "Computer Lab 1." That's exactly where they found him too hunched over a workstation. The Computer Labs were used by the League to do research on anything that would help them in their duties or even in their personal crime fighting days. They were a few of them in different levels and all had several of the state of the art computers with large work areas. You could look up any information on the Net or in the League database. There were also programs used to recover data, video footage and anything else that could be handy.

"Hey man what are you doing up here?" Flash asked as the two walked up to him.

Peter looked at them, "Oh hey I was just trying to find any information on that Cyber-Spider guy."

"Looking for round two?" Flash asked sitting down next to him.

"Something like that," Peter admitted that he did want another shot at him, but there was something else. "It's just that the technology of those arms…They were just so similar and familiar to something I knew…So I've been looking into any information on this guy."

John was beginning to wonder what he was thinking about but he guessed from Peter's more serious tone this was personal to him so he didn't push for too much information, "What did you find?"

Peter sighed and slumped a bit, "Not much, I've linked a few crimes to him all technologies and I've been trying to figure out if there's some link or if that's what he steals or…or something! I mean this guy shows up out of nowhere with some heavy technology backing him and you'd think there would be a few clues."

"Have you tried looking up other criminals, such as thieves with the same style or type to crimes?" Green Lantern asked him.

"First thing I tried, I even looked up any that had skill in science or technology to create those weapons but no real matches." Peter had been at if for a few hours and he was getting tired of looking at a computer screen. So far all he had was nothing much, a few possible leads but nothing solid. 'Man how does Batman do it?' He asked himself, 'Maybe I should ask him for some pointers or something, or if worse comes to worse that Question guy although he's a bit…odd even for the type of people I hang out with.'

Flash should see the weariness in Peter's body and placed a hand on his shoulder, "Well maybe you just need to take a break for a bit you don't want to run yourself into the ground man."

"Flash is right," John nodded his head in agreement, it wasn't often but Flash did make very good points now and then. "Besides if you're looking for answers the best place would be at the source."

Spider-Man looked at him and even though the mask John could see him giving him a questioning look and so he gave a small smirk to Peter, "We'll wait for him to show up and then have a team scrabble to capture him, I'm sure that a guy like him will turn up sooner or later."

"Maybe that's best…But I want to be part of it John…I need some questions answered," Peter told him sternly and John wasn't sure given that Peter was still on medical leave technically but then again knowing Peter that wouldn't stop him. In the past months he had seen Peter with a great determination and he always did his best. "Alright I'll make sure J'onn knows."

"Great!" Wally smiled and clapped his hands together, "Now I don't know about you guys but I could use a bit to eat," Peter's stomach rumbled as he had forgotten to eat while working and was glad his mask hid the expression on his face, "Looks like two of us need something to eat, you in John buddy?"

John shrugged, "Sure why not."

-Metropolis Warehouse-

Octavius had been recalling all the events such as the failed Thanagarian invasion, the new Watchtower, the expansion of the League and anything of relevance. He decided to keep the fact Lex Luthor was running for President out of it, they were somewhat volatile as they were no need to add more fuel to the fire. By the end of it most of the Lords were staring at Hawkgirl, "If their version of you was a spy then what about you?" Superman coldly asked him.

She had hoped that this part of her life would never come out that she could just forget what had been her mission, "I…I was but I quit that after Wally…"

"Why should we believe you?" Diana narrowed her eyes, it was getting hard to tell who you can trust these days. First Bruce and now her who was next to turn out to be a traitor amongst them?

"Because she told me and I told her not to say anything," John said as he wrapped an arm around her waist. "She confided in me and sure I was pissed at first…But she was willing to ensure that Earth was safe so she sent a fake message to her home telling them that she had been found out. I was part of that deception as we staged a little 'show' for them as she was 'killed' in front of them."

Hawkgirl nodded, "It was the only way, they would think I was dead and they would know that my people were spying on them, they wouldn't risk that and I gave them false reports on the strength of Earth's defenses, they never came to Earth so they bought it."

Doc Ock just had to grin to himself, who knew that there was so much deception amongst them? Hard to believe when you thought about it but this was proving very insightful, and he was thinking of ways to manipulate this if needed just in case.

"J'onn is she telling the truth?" Superman asked never taking his cold eyes off of her. J'onn looked at her as his eyes glowed he looked through the memories and she knew not to fight or resist, they wanted answers and she would give them to her.

Finally he pulled out of her mind and nodded, "Yes, what they say is true."

Although the three of them knew that J'onn wasn't wrong for him, Superman and Diana it brought to light a few questions of her loyalty and so Diana had to ask her one more thing, "Why? Why turn your back on your people?"

She didn't flinch or turn away from the question she had wrestled with it for a long time before she made her choices and so she had nothing to be ashamed about, "First off Wally was my friend too and when we lost him we took up a cause to prevent something like that or anything else like that from happening again. I swore over his grave I would protect his home and with my people there I couldn't hold to that. Also…I've grown to like Earth as well as…Well you know how I feel about John…I couldn't betray him."

They all silently considered her words but before anything else happened, Octavius spoke up, "Well this is all fascinating with this 'after school special' but could we move on to more important matters?"

"Yes we can discuss this later," Superman nodded he needed time to think about this anyway. "So what exactly do you plan to do?"

"Well first off we divide and conquer," He looked to Hawkgirl, "Tell me how would you feel about turning this version of you into a traitor again?"

That got her interests, "Sounds like something interesting, given what you said there would be a few I bet that are still unsure about her loyalties."

Doc Ock smiled, "Oh yes it will be and it will also help your Lantern to regain his powers, take him out of commission as well as make her seem like a traitor to the rest of the League. Then with two of them down and all the commotion we start to target one of the others and replace them."

"I can do that," Diana said she wanted to wear real Amazon armor again and this was her chance, "All I need is a wig to cover my shorter hair and her clothing and it will be easy." Doctor Octavius grinned this was all going well, soon he would take Parker's friends apart one by one leaving him all alone in the world again and then when he was at his lowest he would crush Parker once and for all.

NEXT UP CHAPTER 32: FIRST STRIKE